Plot: Someone has been poisoning athletes with adrenaline activated fear gas (who could that be?), and Robin has been infected as well.

This episode marks a turning point for the series, as it’s the first time a costumed villain (other than the Joker) has returned to plague Batman. As a series, we’re moving out of the “Year One” setting of the first twenty episodes—where Batman meets his Rogues Gallery for the first time when these men (and woman) use extreme methods to seek justice outside the law—and move into a period where supervillains are just an established fact of Gotham life. If someone comes down with fear poisoning, well, somebody better go check whether the Scarecrow has escaped.

Therefore, the highlight of this episode is Batman’s trip to Arkham Asylum. Despite seeing it briefly back in “Christmas with the Joker,” this is the first time we’ve been inside the place, a nightmare factory filled with long, overshadowed corridors and crazy people dressed like clowns, ferns, and, well, scarecrows. Batman passing Two-Face, Poison Ivy, and the Joker, leading up to the revelation the Scarecrow has in fact flown the coop is genuinely chilling, not just for the immediate revelation, but also for its implications. The Scarecrow has returned, and so will the Joker, and Two-Face, and Poison Ivy, and anyone else Batman throws into Arkham. No wonder the Joker is laughing.

Additionally, the redesign of the Scarecrow is great. Henry Polic II has a better mix of erudition and menace in Professor Jonathan Crane’s voice, and his new mask, with its crude stitching, crooked mouth, and crazy eyes, makes him look more like a Jack O’Lantern and less like a sock. Lisa Bloom and Carlos Rodriguez pick up the high strings from “Nothing to Fear” and use them to great effect, and once again the animators have a lot of fun bringing to life the nightmares created by the fear toxin.

It’s a shame this episode is fucking terrible.

For that I place the blame entirely on Samuel Warren Joseph, because the problems are all with the writing. The Scarecrow’s plan is both boring and bumbling. He’s using fear attacks to rig games to win money to pay for chemicals to do more fear attacks? Not only do we return to the problem of the Scarecrow only having one hammer in his tool kit, sports betting also seems beneath the “Master of Fear.”

And his scheme is full of holes. So an orderly was paid off, but how did none of Crane’s doctors notice he was missing? Why is Batman the only one who suspects that the athletes who freak out on the field have been drugged? Why didn’t the Scarecrow use different bookies, or smaller doses, or just bet less often, so as not to draw attention? And why does he have to be at the stadium, in costume, for his plan to work? Why does he need money at all? YOU ARE A FUCKING CRIMINAL MASTERMIND, PROFESSOR CRANE! STEAL THE GODDAMN CHEMICALS LIKE MAN-BAT DID!

Then there’s the fact that Batman is a total ass for the whole episode. Robin has been poisoned and Batman has absolutely no sympathy for him, even though Batman went through his own fear gas attack back in “Nothing to Fear.” Instead of giving Robin the “I’m so proud of you” speech that Alfred gave, which could have been a nice moment, he just yells at Robin to “get it together” and “shake it off.” Or he’s teasing his poisoned sidekick about “driving real slow.” He’s a dick to Commissioner Gordon as well, condescendingly telling his ally to “put two and two together.” The only person he shows the slightest kindness to is when he pauses to check out a lady in a bathrobe before running out to, oh yeah, rescue Robin from falling to his death.

Robin, for that matter, is no picnic either. It’s only his second episode (for comparison Thomas Wayne has been in four), and he’s so whiny, especially compared to Batman’s experience with the same gas. Batman was haunted by his skeletal father and still managed to leap onto an attack blimp. Robin, on the other hand, can’t walk across a bridge without complaining. And instead of exploring Robin’s psychology, seeing what he’s afraid of (is he afraid of disappointing Bruce? Is he afraid of becoming Bruce?), we only see him afraid of heights, which we know is the opposite of how the born acrobat usually behaves. Really, Robin in this episode is just useless.

Plot: In revenge for once making him late, the Clock King Temple Fugate wages a terrorist campaign against Mayor Hamilton Hill.

The Clock King is everything a minor Batman villain should be: punning name; on-theme weapons, lair, plan, and motive; a mental threat who can create complicated crimes and death traps, and a physical threat who can more than defend himself when Batman shows up to punch him.

As they had with Mr. Freeze, the writers of Batman: The Animated Series took the name and modus operandi of an established comics villain then gave him an entirely new backstory and personality. The Green Arrow villain Clock King (and I can’t wait to see that guy on Arrow) is an incompetent crook with clock shaped weapons. They replaced that bumbler with a palette-swapped Riddler clone who Alan Rachins plays with the kind of cold precision that Mr. Freeze wishes he had. The only emotion Clock King ever shows is annoyance.

From wire to wire, the Clock King completely controls this episode, with Batman always a step behind. In fact, following up on the turning point in “Fear of Victory”, Clock King is the first villain to create a trap specifically to kill Batman. So not only are the costumed villains coming back, they are coming back focused on Batman. As we’ll see in later episodes, that’s kind of a bad news/good news situation, because at least they are not trying to kill other people.

Kevin Altieri once again provides an amazing directorial job. From the Rube Goldberg catastrophe of Temple Fugate trying to take a fifteen minute break, to the bank vault death trap and the spectacular subway crash, this may be the most exciting episode so far. And that’s before the set-piece fight inside the gears for a clock tower. Totally surreal, only makes sense in a video game logic sort of way, but absolutely perfect for a Batman cartoon. It’s a mesmerizing episode.

Interestingly, this is the first Batman episode to take place entirely in daylight, most of it between 8:47 am and 3:15 pm. We see Batman operate in costume in daylight, which the story bible explicitly forbids. While the quick change sequence, where Bruce Wayne runs up stairs and changes clothes in silhouette, is well done, and Superman-esque, the show might have had Bruce trying to thwart the Clock King without ever changing, as much a slave to his rituals as Fugate is.

My only real complaint is that, as Clayface did, the Clock King simply escapes at the end, which leaves the plot unresolved. It’s not clear why he would stop trying to kill Mayor Hill (and we’ll learn later, he hasn’t) or why Batman would stop looking for him. But the Clock King won’t return for a while, and Batman won’t give him a second thought until then.